GCF, a bankruptcy-remote special purpose vehicle with $27.5 million in
total assets as of Dec. 31, 2012, was structured in 2001 to issue GICs
primarily to municipalities and other third parties engaged in municipal
finance transactions. The GICs represent obligations of GCF that pay
holders a pre-specified rate of return over the life of the contract.
The proceeds generated from the sale of the GICs are held in cash or
invested in repurchase agreements and are accompanied by balance
guarantee swaps provided by UniCredit Bank AG (UniCredit) pursuant to
Hedge Agreements.

SENSITIVITY/RATING DRIVERS:

--The credit strength of UniCredit, (rated 'A+/F1+' with a Stable
Outlook by Fitch) as program liquidity provider and the capabilities of
UniCredit as program administrator;

--The terms of the repurchase agreement between GCF and UniCredit, which
restrict eligible collateral to U.S. treasury and agency securities and
require margin to be maintained weekly in an amount consistent with
'AAA' stresses outlined in Fitch's closed-end fund criteria;

--Balance guarantee swaps provided by UniCredit that support payments of
amounts due on the GICs and other costs and expenses of GCF's operations;

--Program liquidity compliance tests such as the Asset Liability Match
Test (ALM Test) maintained to ensure that GCF has sufficient liquidity
to meet ongoing obligations in a timely manner by managing the gap
between income and expenses.

PROGRAM LIQUIDITY

GCF currently has $5.2 million or 19% of total assets in cash and liquid
securities held in a custodial account at The Bank of New York Mellon
for the benefit of GIC holders. A $15 million revolving credit facility
provided by UniCredit as liquidity agent is also available for meeting
current interest and principal due to GIC investors, although the
facility has not had to be drawn to date.

To monitor liquidity, GCF maintains the ALM Test which is calculated on
a daily basis. The ALM Test is satisfied when the weighted average
duration mismatch between the company's investment portfolio assets and
GIC liabilities does not exceed plus or minus 30 days. The ALM Test
seeks to ensure that Grand Central has sufficient liquidity to meet
ongoing obligations in a timely manner by managing the gap between
income and expenses. The ALM Test must be met prior to each time a new
GIC is issued or a new investment is made.

REPURCHASE AGREEMENTS

All repurchase agreements must be backed by either U.S. Treasury or
Agency securities and overcollateralized by a minimum of 110% for
securities with maturity of one to 10 years or 125% for securities with
maturity of 10+ years. The collateral is held at a third party
custodian, The Bank of New York Mellon.

As of Dec. 31, 2012, GCF had approximately $25.2 million or 92% of total
assets invested in repurchase agreements. UniCredit was the sole
counterparty for the repurchase agreements.

GCF makes margin calls on a weekly basis to the repurchase agreement
counterparty if the market value of the eligible collateral falls below
the required threshold. An Event of Default is triggered under GCF's
Master Repurchase Agreement if the repurchase agreement counterparty
fails to post the required margin within three business days. Under an
event of default, collateral backing the repurchase agreement is
liquidated by the custodian within five days.

HEDGE AGREEMENTS

The current low interest rate environment has limited the amount of
return the program has been able to generate on its repurchase agreement
activity. As such, the program is relying, in part, upon the proceeds
from Hedge Agreements, with UniCredit as swap counterparty, in order to
meet on-going interest payment obligations on the GICs. In the event of
the default of the Hedge Counterparty, any amounts due by GCF under the
hedge agreements would be subordinate to the principal and interest
payments due to the GIC holders.

ADMINISTRATOR

UniCredit, which is wholly owned by UniCredit S.p.A. (UC; 'A'/Stable
Outlook) is one of Germany's largest banks. UniCredit acts as the
referral agent to GCF and is responsible for identifying investments
eligible under GCF's guidelines. UniCredit also serves as
administrative, hedging, and liquidity agent to GCF and is responsible
for, among other duties, reviewing all potential investments to
determine whether the investment is compliant, arranging for the
appropriate documentation, hedging (if necessary) each investment, and
monitoring investment performance.

RATING SENSITIVITY

Given structural elements of the program, including the credit quality
and liquidity of the repo collateral and the sufficiency of repo
overcollateralization levels, Fitch does not view the ratings assigned
to GCF's obligations as being directly linked to those of UniCredit,
despite the financial support currently being provided to the program.
That said, given the program's reliance on UniCredit as liquidity
provider, balance guarantee swap counterparty, and repurchase agreement
counterparty a downgrade of UniCredit would put negative pressure on the
ratings assigned to the GICs.

The long-term ratings assigned to the GICs may also be sensitive to any
changes to the repurchase agreements that lower margin requirements or
broaden eligible securities, or a decision by UniCredit in the future to
cease to post margin on the hedge agreements.

The short-term rating assigned to the GICs may also be sensitive to
changes to the liquidity profile of GCF's assets, a decrease to the size
of the liquidity facility or a change to the credit profile of
UniCredit, as Liquidity Agent.

For additional information about Fitch rating guidelines, please review
the criteria referenced below, which can be found on Fitch's web site at
'www.fitchratings.com'.

Additional information is available at 'www.fitchratings.com'.
The ratings above were solicited by, or on behalf of, the issuer, and
therefore, Fitch has been compensated for the provision of the ratings.

The sources of information used to assess this rating were the public
domain and UniCredit.

ALL FITCH CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS AND
DISCLAIMERS. PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING
THIS LINK: HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS.
IN ADDITION, RATING DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE
AVAILABLE ON THE AGENCY'S PUBLIC WEBSITE 'WWW.FITCHRATINGS.COM'.
PUBLISHED RATINGS, CRITERIA AND METHODOLOGIES ARE AVAILABLE FROM THIS
SITE AT ALL TIMES. FITCH'S CODE OF CONDUCT, CONFIDENTIALITY, CONFLICTS
OF INTEREST, AFFILIATE FIREWALL, COMPLIANCE AND OTHER RELEVANT POLICIES
AND PROCEDURES ARE ALSO AVAILABLE FROM THE 'CODE OF CONDUCT' SECTION OF
THIS SITE.